IDEAlley
Invention Submission Agreement
(Disclosure Agreement)

As an IDEAlley Participant and/or Inventor you have control over your information. You decide what to disclose. IDEAlley doesn't know who you are or what you might say. The invention submission form that follows is designed to help you keep the confidential and proprietary details of your invention a secret.

To submit an invention to IDEAlley, you must agree to the provisions in the following submission agreement. Read it carefully. If you do not understand it find a qualified advisor. This is a first stage agreement. You will want a second stage agreement prior to disclosing details about your invention. Upon certifying your acceptance of this agreement you will be taken to the invention submission form.

IDEAlley deeply appreciates the efforts of inventors who wish to submit projects for review to IDEAlley. The nature of these submissions and the legal considerations associated with them require that the procedures and conditions set forth in this Agreement be accepted and agreed to in writing. IDEAlley asks that you review the terms of this Agreement before proceeding with your submission. A signed copy of this Agreement must accompany all submissions or the submission will be immediately returned without review.

IDEAlley is continually engaged in research, development and marketing of many ideas, unpublished materials, inventions and products of their own and of others. There is always the possibility of a conflict between your submission and items being developed by IDEAlley. For this reason, IDEAlley cannot consider any submission which creates a confidential or contractual obligation for itself or any of its Partners: this Agreement shall not curtail the ability of IDEAlley to pursue business interests in any way.

IDEAlley assumes no part of your obligation to protect your proprietary rights to your own satisfaction. You should discuss any questions regarding this Agreement with a professional advisor of your own choice. IDEAlley is not responsible for any expense related to advice on your submission or for the protection of your idea.

Submissions must be made using the IDEAlley Submission Form together with any other relevant documents. If the submission is covered by an issued patent, a copy of that patent should be included. You should keep the original or an exact copy of your submission for future reference. Materials submitted to IDEAlley will not be returned.

In the act of processing and evaluating your submission numerous people both inside and outside of organizations related to IDEAlley may learn the details of your submission. Therefore, IDEAlley can not treat your submission as confidential or secret.

It is agreed and understood that, with regard to your submission, no confidential relationship or obligation of any kind exists between you and IDEAlley or you and any of IDEAlley’s Partners unless and until a formal written agreement has been entered into, and then, only as expressed in that agreement.

The rights and liabilities arising out of your submission are defined solely by the protection available under applicable United States laws relating to patents, copyrights and/or trademarks. Except to the extent that any feature of your submission is protected by a claim of an in-force US Patent, or copyright or trademark protection, IDEAlley shall be free to use your submission and information gained from researching your submission in any way. Nothing contained in this Agreement, or the receipt and evaluation of your submission, shall limit the right of IDEAlley to contest the validity or infringement of any asserted protection.

Material similar to your submission may already be known to IDEAlley either in the public domain or in prior art patents or in the known works of others, including the past and present works of employees and associates of IDEAlley. Materials of similar nature may be submitted to IDEAlley. IDEAlley is under no obligation to reveal patents or projects the same or similar to your submission or to reveal any information learned through investigating your submission.

Any negotiations that may arise between you and IDEAlley with regard to acquiring the rights to a submission shall not be prejudicial to IDEAlley in any way and shall not be considered an admission of any novelty or usefulness or priority or originality of the submission.

This submission is being made solely at the request of the submitter. The submitter represents a good faith belief that it has the sole and complete right(s) to offer the submission to IDEAlley and that no other person or company has any rights to the submission.

This Agreement applies to IDEAlley, its employees, agents and affiliated companies. This Agreement also applies to any additional written or oral disclosures which might be made incidental to the submission, whether made before now, at the same time as this submission, or at a later date. These conditions may be superseded only by a subsequent written agreement between the submitter and IDEAlley and/or its Partners.

This Agreement will be governed by Texas law and all disputes under this Agreement will be settled in accordance with the rules of the American Arbitration Association to be held in Austin, Texas.